X0306 4 2021-01-29 0 0001834032 Constellation Acquisition Corp I CSTA 0001841956 Stapp Thomas 181 WESTCHESTER AVENUE SUITE 407A PORT CHESTER NY 10573 0 1 0 0 Chief Financial Officer Private Placement Warrant 2021-01-29 4 A 0 204198 A Class A Ordinary Shares 204198 204198 D Pursuant to that certain Private Placement Warrants Purchase Agreement, dated January 26, 2021, by and between the Issuer and the undersigned parties thereto, the Reporting Person acquired from the Issuer 204,198 warrants of the Issuer (each, a "Private Placement Warrant") for an aggregate purchase price of $306,297, as described in the Issuer's Registration Statement on Form S-1 (File No. 333-251974) filed with the Securities and Exchange Commission on January 22, 2021 (the "Registration Statement"). Each Private Placement Warrant is exercisable to purchase one Class A ordinary share of the Issuer ("Class A Share") at an exercise price of $11.50 per share. As described in the Registration Statement, the Private Placement Warrants are identical to the warrants sold in connection with the Issuer's initial public offering ("IPO"), except that the Private Placement Warrants, (i) will not be redeemable by the Issuer, except as described in the Registration Statement, (ii) may not (including the Class A Shares issuable upon exercise of such warrants), subject to certain limited exceptions, be transferred, assigned or sold by until 30 days after the completion of the Issuer's initial business combination, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. The Private Placement Warrants will expire upon the 24-month anniversary of the closing of the Issuer's IPO if the Issuer's initial business combination has not been completed prior to such date. /s/ Thomas Stapp 2021-02-02